These terms and conditions apply to all agreements between Xiaomi Technology UK Limited and non-consumer business customers regarding the sale, supply, repair and maintenance of smartphones, computers, components, peripherals, software and related products and/or services.

1. General

1.1 In these terms and conditions, Xiaomi Technology UK Limited, located at Part Ground Floor, North Wing, 100 Brook Drive, Green Park, Reading, United Kingdom, is further referred to as “Xiaomi” and its contract partner as “Buyer”.

1.2 These terms and conditions apply to all agreements with Xiaomi regarding the sale, supply, repair and maintenance of computers, components, peripherals, software and related products and/or services in the United Kingdom, where the Buyer has his or her place of residence or establishment in United Kingdom.

1.3 These terms and conditions apply to every offer and every agreement or legal relationship between Xiaomi and a (potential) Buyer insofar as any of these terms and conditions have not been expressly deviated from by the parties in writing and to the exclusion of any general terms and conditions of the other party.

1.4 Buyer is not an agent or commercial agent or distributor of Xiaomi unless designated as such by written agreement.

1.5 Deviations and/or additions to these terms and conditions only apply if they have been confirmed by Xiaomi to the Buyer in writing.

1.6 A copy of these terms is available free of charge from Xiaomi and a latest version of these terms can be downloaded from www.mi.com.

1.7 Xiaomi reserves the right to change these terms at any time.

1.8 In these terms, “Affiliate” means any other entity that directly or indirectly controls, is owned by, controlled by or under common ownership or control with Xiaomi and/or Buyer.

2. Offer and order

2.1 All quotations from Xiaomi, in whatever form, are always without obligation, non-binding and subject to availability, unless agreed otherwise.

2.2 All prices and information on the Website are intended to be accurate and complete; however, in certain situations pricing and other errors may occur. The Buyer shall have no right to rely upon a price that is obviously or materially lower than the prevailing retail price for that Product. In the event the Seller’s published price for a Product is obviously or materially lower than the prevailing retail price due to Xiaomi’s pricing error, Xiaomi has no obligation to sell at that price and shall be entitled to cancel the Contract with the Buyer before shipment and delivery.

2.3 Correspondingly, if Xiaomi has offered a Product or Service at a price that is materially or obviously higher than the prevailing retail price for that Product due to a pricing error and accepted the Buyer’s order at that price, Xiaomi will allow the Buyer to cancel the Contract and /or reimburse the Buyer for the difference between the higher price and the true price.

2.4 Upon acceptance of a non-binding offer by the Buyer, Xiaomi reserves the right to cancel the offer within a period of five (5) working days after receipt to revoke or deviate from that acceptance. Xiaomi will inform the Buyer of this in writing or by e-mail, stating the reasons.

2.5 Verbal commitments are binding on Xiaomi only after they have been expressly confirmed in writing by Xiaomi’s management.

2.6 All images, drawings and data regarding weights, dimensions, colours, data regarding the applicability of the equipment for new technologies, in price lists, leaflets and brochures are compiled with the greatest possible care. Minor variations in the information provided by Xiaomi are permissible to the extent that they do not result in a materially different performance by Xiaomi. However, Xiaomi expressly reserves the right, subject to the foregoing, to make changes and improvements to the information provided that are conducive to technical progress. However, the Buyer cannot derive any rights from this.

3. Agreements

3.1 Contracts are not formed by a verbal order or the sending of an order by fax, letter, mail or other medium, but only by an order placed through the Xiaomi website with a subsequent digital order confirmation from Xiaomi, unless expressly stated otherwise by Xiaomi.

3.2 The order information data created by the system is automatically generated by the computer information system pursuant to the contents the Buyer filled in. A Contract relationship shall be deemed established (unless 2.2 applies) between the Buyer and the Xiaomi only after the receipt of an email confirmation sent by Xiaomi to the Buyer with respect to the Products that will be actually sent directly to the Buyer. Only those confirmed Products, which are confirmed by the E-Mail from Xiaomi will form part of the contract and will be delivered to Buyer.

3.3 An agreement is only concluded after an order or assignment has been confirmed in writing or by means of other evidence of acceptance by Xiaomi. Additions, changes and further agreements with regard to orders and assignments placed only apply if they have been confirmed in writing by Xiaomi.

3.4 Xiaomi has the right at all times to revoke the agreement (order) up to ten (10) days after the assignment was concluded, without giving any reason.

4. Prices

4.1 The items from Xiaomi are delivered at the prices that apply at the time of ordering from Xiaomi.

4.2 All offers from Xiaomi are without obligation and count as an invitation. Prices as stated on the website are subject to typing errors or erroneous price links and do not oblige Xiaomi to deliver the goods at this price.

5. Delivery and transfer of risk

5.1 Unless otherwise agreed, Xiaomi shall arrange for shipment of the ordered products to the delivery address agreed for the order, through a common carrier designated by Xiaomi.

5.2 The Buyer is obliged to check the goods immediately after delivery for both damage and obvious defects. Buyer shall notify Xiaomi within five (5) days of the delivery date if Buyer believes any product included in its order is missing, wrong, or damaged.

5.3 Unless agreed otherwise, all risk of loss, decay, damage, etc., regardless of the cause thereof, is transferred to the Buyer from the moment of delivery.

5.4 If Buyer fails to accept or take delivery of the products pursuant to Clauses 5.1, then except where such failure or delay is caused by a Force Majeure Event or by Xiaomi's failure to comply with its obligations under the relevant order in respect of the products: (i) delivery of the products shall be deemed to have been completed under the relevant order and (ii) Xiaomi shall store the products until delivery takes place and charge Buyer for all related costs, damages and expenses (including insurance).

5.5 Partial delivery. If it has been agreed that the deliveries will take place in phases, Xiaomi will charge the Buyer for shipping costs per partial delivery.

5.6 Packaging. Xiaomi has no obligation to Buyer to take back any packaging.

5.7 Delivery terms, force majeure. Delivery terms are indicative and without obligation, unless expressly agreed otherwise in writing. The delivery times stated by Xiaomi are subject to correct and timely delivery to Xiaomi by its suppliers and manufacturers. Delays in delivery and service due to force majeure and other unforeseeable events, which materially make delivery by Xiaomi difficult or impossible and are not attributable to Xiaomi (including in particular war, warlike events, official orders, failure to obtain import or transit permits, nationwide trade restriction measures, strikes, lockdowns and similar business problems, traffic problems), whether the events occur at Xiaomi, its suppliers or its subcontractors, Xiaomi shall be entitled to suspend the duration of the impediment beyond an applicable lead time or to dissolve the agreement in whole or in part insofar as it has not yet been performed. The delivery term is also extended by the period during which the Buyer remains in default with regard to his obligations under the agreement. The Buyer is not entitled to any compensation as a result of such an impediment. Xiaomi has the right to deliver goods or services in installments. In the case of agreements for delivery, each partial delivery of goods and services counts as separate fulfillment.

5.8 Xiaomi shall not be obliged to arrange for the shipping of Products to locations outside the United Kingdom. For the avoidance of doubt, any Buyers who have his or her place of residence or establishment in the United Kingdom and seek delivery of Products outside the United Kingdom shall be able to place orders on Xiaomi website and arrange themselves for the shipment of the Products to locations outside the United Kingdom, which may result in differences in prices or passing on of logistical costs.  

6.  Payment

6.1 Each Order must be paid for in advance of delivery. Products will only be shipped after the Xiaomi’s verification of the payment. The required advance payment by the Buyer for the purchase of Products in a timely, full and legal manner is part of the contract offer.

6.2 The Buyer is solely liable for payment of any fees charged by its bank, card company or other provider of the Buyer’s selected payment option. The Buyer understands and agrees that Xiaomi implements the method of first payment before delivery. The required payment paid by the Buyer for the purchase of Products in a timely, full and legal manner is part of the contract offer Buyer sends to Xiaomi, also is the premise that Xiaomi will deliver the Products to the Buyer. If Buyer fail to complete the payment in a reasonable manner or at the specified time, Xiaomi shall have the right to cancel the order.

6.3 The transactions conducted through this platform are by default characterized as sales made to end users without any further distribution or onward supplies without the designation by Xiaomi in written agreement. The reverse charge mechanism will not be applied, and value added taxes (VAT) shall be applied to and charged by Xiaomi in each order.  

7. Return of products

7.1 For products of proper quality, Buyer does not have the right of return for refund within fourteen (14) calendar days from the invoice or delivery date.

7.2 For products with manufacturing problems, Buyer has the right of replacement within thirty (30) calendar days from the invoice or delivery date, which is later. For the avoidance of doubt, Buyer does not have the right of return for refund within the aforesaid period.

7.3 Except as otherwise provided in the aforesaid 7.1 and 7.2, other terms and conditions in the Return Policy on mi.com (https://www.mi.com/uk/service/warranty/ )  will apply to the products purchased by Buyer.

8. Warranty

8.1 Xiaomi guarantees the quality of the products and services provided by it to the best of its knowledge and ability and for the soundness and good quality of the goods delivered by it, on the understanding that the warranty does not go beyond what is stated in the following provisions.

8.2 Xiaomi warrants that products, under normal usage and with regular recommended service, will be free from material defects in material and workmanship, and that products will perform substantially in accordance with the corresponding standard Product Notice or other product documentation issued by Xiaomi. Buyer must promptly notify Xiaomi of any warranty claims within the warranty period. Unless otherwise agreed in the order the warranty period is two (2) years , commencing upon the date of invoice or delivery, which is later. Xiaomi does not warrant that products meet customer-specific requirements. Xiaomi does not warrant that the operation of software shall be uninterrupted nor error free, nor that all defects can be corrected.

8.3 Xiaomi’s entire liability under the warranties for products described shall be Xiaomi, at its option and cost, to repair or to replace the affected products, and, if Xiaomi is unable to effect such within a reasonable time, then Xiaomi will refund the amount Buyer paid for the affected Product as depreciated on a straight-line basis over a five (5) year period, upon return of such products to Xiaomi.

8.4 Warranties do not cover problems that arise from: (i) accident or neglect by Buyer or any third party; (ii) any third-party items or services with which the Product is used or other causes beyond Xiaomi’s control; (iii) installation, operation or use not in accordance with Xiaomi’s instructions and the applicable documentation; (iv) use in an environment, in a manner or for a purpose for which the product was not designed; and/or (v) modification, alteration or repair by anyone other than Xiaomi’s authorized personnel, unless conducted under instructions from Xiaomi.

8.5 Mail-in warranty. Both Buyer or End User of the products purchased by Buyer (if the end user is not the Buyer itself, hereinafter the "End User") have the right to benefit from the warranty under these terms and conditions. But for one defect, only one party (Buyer or End User) can submit the relevant warranty request. We will offer Buyer or End User the option to send products for warranty service via a pre-paid carrier option. A jiffy bag/label can be obtained after creating warranty repair requests through Xiaomi Customer contact center. Buyer or End User needs to follow the mail instruction to pack the defective device and drop off to the nearest post office to deliver it to Authorized Service Partner. The proof of purchase shall be delivered to Authorized Service Partner along with device. Please be noted that Buyer or End User needs to deliver the product as soon as possible, or the warranty repair request number will be invalid. The products need to be shipped with all supplied accessories such as cable and charger. Shipping costs are free for products that are defective due to manufacturer reason. 

8.6 Warranty on hardware replacement. Xiaomi warrants repairs for thirty (30) days or the remainder of the original warranty period, whichever is longer to Buyer's benefit, or for any additional period of time that may be applicable in accordance with applicable law.

8.7 The Buyer is not entitled to suspend payment on the basis of complaints and/or warranty claims.

8.8 EXCEPT FOR THE LIMITED EXPRESS WARRANTIES DESCRIBED ABOVE, AND TO THE EXTENT PERMITTED BY LAW, NEITHER XIAOMI NOR ANY PERSON ON XIAOMI’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY WHATSOEVER, INCLUDING ANY WARRANTIES OF: (i) MERCHANTABILITY; OR (ii) FITNESS FOR A PARTICULAR PURPOSE; OR (iii) TITLE; OR (iv) NON-INFRINGEMENT; OR (v) PERFORMANCE OF EQUIPMENT TO STANDARDS SPECIFIC TO THE JURISDICTION OF IMPORT, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, AND (B) BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED ON ANY REPRESENTATION OR WARRANTY MADE BY XIAOMI, OR ANY OTHER PERSON ON XIAOMI’S BEHALF, EXCEPT AS SPECIFICALLY DESCRIBED IN THESE TERMS.

9. Trademark and Intellectual Property Rights

9.1 Xiaomi’s trademarks, IMEI and/or serial number affixed to the items supplied by Xiaomi may not be removed, damaged or altered.

9.2 All intellectual property rights (hereinafter referred to as “IPR”) of either party either pre-existing or created by either Party during or arising from the performance of this agreement shall remain the absolute property of that party or its licensors.

9.3 Without prejudice to any open source software licence terms, which terms shall apply independent of this licence grant:

(a) Xiaomi grants the Buyer a non-transferable and non-exclusive licence to use in object code form, all software and associated documentation that may be supplied by Xiaomi, subject to the Buyer’s compliance with the agreement, any third-party terms and conditions that apply to the use of the software, and associated documentation, solely as necessary for receipt or usage of the products or services; and

(b) The Buyer undertakes not to copy, decompile or modify or reverse engineer any software or knowingly allow or permit anyone else to do so, except as expressly permitted by Xiaomi in writing or otherwise provided at law.

9.4 The term of any license granted by Xiaomi under Clause 9.3 is coterminous with the term for the service with which the software is associated or in relation to which any product is supplied.  

9.5 Excluding any open source software that may be made available by Xiaomi to the Buyer in connection with the delivery of the products, Xiaomi will indemnify the Buyer against all third party claims and proceedings arising from infringement of any third party’s IPR by the Buyer’s receipt of any products only to the extent that the Buyer promptly notifies Xiaomi in writing of any such claim, that Xiaomi is given immediate and complete control of any such claim, that the Buyer does not make any public statements related to the claim or in any way prejudice Xiaomi’s defence of such claim, and that the Buyer gives Xiaomi all reasonable assistance with such claim. All costs incurred or recovered in such negotiations, litigation, and settlements shall be for Xiaomi’s account.

9.6 The indemnity set out in Clause 9.5 shall not apply to claims or proceedings arising from: (a) use of any Xiaomi products, services or any software in conjunction or combination with other equipment or software or any other service not supplied by Xiaomi; (b) any unauthorised alteration or modification of the service, product or any software; (c) content, designs or specifications supplied by or on behalf of the Buyer; or (d) use of the service, any product or any software other than in accordance with this agreement.

9.7 The Buyer will indemnify and hold Xiaomi harmless against all such claims, losses, costs and liabilities arising from the matters set out in Clause 9.6 (a), (b), (c) and (d) above that are attributable to the Buyer or its agents or users and will, immediately upon notification of any such claim by Xiaomi, cease any activity that gave rise to the claim.

9.8 If any product or service becomes, or Xiaomi believes it is likely to become, the subject of a claim of infringement of any IPR as referred to in Clause 9.5, Xiaomi, at its option and expense, may: (a) secure for the Buyer a right of continued use; or (b) modify or replace the product or service so that it is no longer infringing, provided that such modification or replacement shall not materially affect the performance of the product or service.

9.9 The indemnity in Clause 9.5 sets out the Buyer’s sole and exclusive remedy for claims of infringement of intellectual property rights.

10. Liability

10.1 Unlimited Liability. Nothing herein shall exclude or limit liability for: (i) death or personal injury resulting from negligence or intent; (ii) fraud or fraudulent misrepresentation; or (iii) misappropriation or infringement of Xiaomi’s or its Affiliates’ intellectual property rights; (iv) timely fulfillment of payment obligations; or (v) any other liability that cannot be excluded by law.

10.2 Limitations. Neither party shall be liable for: (i) loss of profit, income or revenue; (ii) loss of use of systems or networks; (iii) loss of goodwill or reputation; (iv) loss of, corruption of or damage to data or software; (v) recovery or reinstallation of data or programs; or (vi) special, indirect or consequential loss or damage. Xiaomi (and its suppliers) shall have no liability for any damages resulting from Buyer’s use or attempted use of third-party software.

10.3 Prevention and Mitigation. Buyer is solely responsible for its data storage and related backups of relevant data. To the extent that Xiaomi has any liability for data loss, Xiaomi shall only be liable for the cost of commercially reasonable and customary efforts typical effort to recover the lost data from Buyer’s last available backup.

10.4 Liability Cap. For each damaging event or series of connected events during any twelve month period, either party’s liability to the other, whatever the legal basis (including tort), shall not exceed the lower of the (i) total amount of the net fees paid or payable by Buyer to Xiaomi for products and services giving rise to the liability; or (ii) EUR100.000 (one hundred thousand euros).  

10.5 The limitation of liability set forth in this section applies equally to directors, employees and all other persons employed by Xiaomi in the performance of the agreement.

11. Dissolution

11.1 Xiaomi has the right, without any notice of default, to suspend the further performance of the agreement or to dissolve it in whole or in part if Buyer has a receiver or administrative receiver appointed, or passes a resolution for winding-up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction), or a court of competent jurisdiction makes an order to that effect, or becomes subject to an administration order or petition for insolvency or bankruptcy, commences negotiation or enters into any voluntary arrangement with its creditors, or ceases (or threatens to cease) to carry on business.

11.2 Under circumstances as described in 11.1, Xiaomi is at all times authorized to claim compensation from the Buyer, as well as to take back the delivered goods.

11.3 In the event that the Buyer wishes to dissolve the agreement, Buyer will at all times first give Xiaomi written notice of default and allow it a reasonable term to still fulfill its obligations or to repair shortcomings, which shortcomings the Buyer must accurately describe in writing.

11.4 The Buyer is not entitled to dissolve the agreement in whole or in part or to suspend his obligations if he himself was already in default with the fulfillment of his obligations.

11.5 In the event of partial dissolution, the Buyer cannot claim reversal of services already performed by Xiaomi, and Xiaomi is fully entitled to payment for the services already performed by it.

12. Announcements and confidentiality

12.1 No Announcements without Agreement. No Party shall issue any statement or announcement of any nature relating to the subject matter of or the transaction referred to in this Agreement or any Contract, except as required by Law or with the prior written consent of the other Party.

12.2 Confidentiality Obligations

12.2.1 Each Party shall (and shall procure that its Affiliates and its and their personnel, agents and representatives shall) at all times keep confidential and shall not use or disclose any confidential information which it or they may have or acquire in relation to the customers, business, finances, assets or affairs of the other Party, including where Xiaomi is the other Party, the Xiaomi Information, save for any information:

(a) which is publicly available or becomes publicly available otherwise than as a result of a breach of this Clause 12.2;

(b) which is disclosed to that Party by a third party which did not acquire the information under an obligation of confidentiality; or

(c) which is required to be disclosed by law or the rules of any securities exchange to which that Party or any of its Affiliates submit. However, the disclosing Party shall give a prior notice to the other Party except where prohibited by Law.

12.2.2 No Party shall use or disclose any confidential information acquired in relation to the other Party for any purpose other than the performance or enforcement of the order, unless with the prior consent in writing of the other Party.

13. Data Privacy and Disclosures

13.1 For the purposes of these terms and conditions, Xiaomi and the Buyer will not process personal data on behalf of the other party. Each of the Parties shall be exclusively responsible for the fulfilment of the respective obligations that are directly applicable in accordance with personal data protection legislation.

13.2 Xiaomi and the Buyer are hereby informed that the Personal Data contained herein and the Personal Data of contact persons, employees, contractors and other personnel that each Party provides to the other Party during the business relationship, will be processed by the other Party for the purpose of managing the contractual relationship that will arise upon signing this document. The data may be disclosed to the public authorities in the cases provided for by law. Personal Data will be kept for the statutory time limits laid down by the laws applicable to each of the Parties. The rights of access, rectification, erasure, objection, data portability and restriction of processing may be exercised by writing to the other Party. With regard to the Personal Data that each Party receives from the other Party in the context of this paragraph, the Parties undertake to comply with the Data Protection Act 2018.

14. Buyer Responsibility

Buyer will provide personal data to Xiaomi only where strictly required. Buyer agrees that it will, prior to disclosure of or provision of access thereto by Xiaomi, obtain all necessary rights, permissions and consents associated with technology or data (including personal data) that Buyer and its Affiliates provide to Xiaomi or its Affiliates.

15. General

15.1 Governing Law and Place of Jurisdiction. These Terms are governed by the law of England. To the extent permitted by law, the English courts will have exclusive jurisdiction over any disputes arising out of or in connection with these Terms and all transactions governed by it. The U.N. Convention on Contracts for the International Sale of Goods does not apply. Any proceedings shall be held in English.

15.2 Trade Compliance. Buyer undertakes that, in the performance of this Agreement and each contract, Buyer and each of its affiliates, agents and sub-distributors involved in the performance of this Agreement and/or a contract will comply with all export controls, economic sanctions and other related laws and regulations that are applicable to this Agreement, the Parties and the Products of this Agreement, including but not limited to China, the United States, European Union and Japan ("Trade Controls Laws") .

Buyer represents and warrants to Xiaomi:

(i) neither it, nor any of its affiliates, agents or sub-distributors is a Military End User or Military-Intelligence End User as defined in U.S. Export Administration Regulations ("EAR"), and that neither it, nor any of its direct or indirect shareholders, affiliates or management is designated on any economic sanctions or other restricted lists or subject to any restrictive measures. If there is any change to the foregoing, Buyer undertakes to notify Xiaomi of such change in a timely manner.

(ii)  Buyer and its affiliate, agent or sub-distributors shall not violate any Trade Controls Laws that are applicable to the Agreement, the Products or the yields from the Products. For example, without prior authorizations from competent government agencies and written authorizations from Xiaomi, Buyer shall not transfer any Products or the yields from any Products, directly or indirectly, in violation of applicable Trade Controls Laws to (i) any jurisdiction, or government of a jurisdiction, which at the time of the transfer is subject to a comprehensive economic embargo by the United States (currently, Cuba, Iran, North Korea, Syria ,Crimea, Donetsk and Luhansk); or (ii) any person or entity who is identified on, or who is owned or controlled by an entity identified on (a) "Specially Designated Nationals and Blocked Persons List" ("SDN List") or any other sanctions list or (b) the "List of Denied Persons", "Entity List" or any other export control or restricted transactions list; or (iii) any Military End User, Military-Intelligence End Users or for any Military End Use or Military-Intelligence End Use, each as restricted in EAR; or (4) any other entity or individual who is sanctioned or subject to other restrictive measures by relevant government agencies or the United Nations, etc.

(iii) The Products shall not be used for any support for terrorism, nuclear technology, biological and chemical weapons, missiles, weapons of mass destruction, etc.

Without prejudice to any other rights or remedies which may be available under this Agreement or applicable laws, Buyer shall pay Xiaomi liquidated damage of GBP100.000 (one hundred thousand British Pound Sterling) or 20% purchase amount from Xiaomi in the previous year (whichever is higher) and Xiaomi reserves the right to cease or suspend further delivery of Products and related service up to termination of this Agreement and related contracts if, at any time, Buyer violated the provisions of Clause (i), (ii) or (iii). Additionally, in the case where Xiaomi reasonably believes that continuing dealings with Buyer may result in compliance risks or adverse effects, Xiaomi shall have the right to suspend performance up to termination of this Agreement and any related contracts. Buyer acknowledges and agrees that Xiaomi shall not be liable for any losses or liabilities (regardless whether based on contract or tort) arising therefrom.

15.3 Entire Agreement. These Terms and the Orders concluded hereunder comprise the entire agreement with respect to its subject matter and may be modified only by written agreement.

15.4 Force Majeure. Neither party shall be liable to the other for any delay or failure to perform any of its obligations (other for the payment of fees) caused by events beyond its reasonable control. If such delay or failure lasts longer than thirty (30) days, then the other party may immediately terminate, in whole or in part, the Order by giving written notice to the delayed party. Circumstances beyond reasonable control include, without limitation, act of war, riot, civil commotion, terrorist acts, malicious damage, governmental or regulatory actions, accident, breakdown of plant or machinery, local or national emergency, explosions, fire, natural disasters, severe weather or other catastrophes, epidemics or pandemics, general import/export/customs process problems affecting supplies to Xiaomi or to Buyer, shortages in materials, failure of a utility service or transport network, embargo, strike, lock out or other industrial dispute (whether involving Xiaomi’s workforce or any other party), or default of suppliers or subcontractors due to any of the preceding events.  

15.5 High-Risk Applications. Buyer acknowledges that the orders are not designed or intended for use in high-risk activities which means the use of the products in hazardous environments requiring fail safe performance, including without limitation, in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, weapons systems, life support machines, or any other potentially life critical uses.  

15.6 Assignment and Subcontracting. Neither party shall assign, transfer or novate any Order, or any right or obligation thereunder, or delegate any performance without the other party’s prior written consent, which consent shall not be unreasonably withheld. Notwithstanding the foregoing: (i) Xiaomi may use Affiliates or other qualified subcontractors to perform it obligations hereunder, provided that Xiaomi shall remain responsible for the performance thereof; and (ii) either party may assign rights to payments arising under any Order without consent of the other party.

15.7 Waiver and Severability. Failure to enforce a provision of these Terms will not constitute a waiver of that or any other provision of these Terms. If any part of an order including these terms is held unenforceable, the validity of all definitions and the remaining provisions shall not be affected.

15.8 Notices. The parties will provide all notices under these terms in writing. Buyer can send such notices to the service email as mentioned on the website.